Merrion Stockbrokers Limited (trading as Merrion Private and Merrion Fixed Income)

The material with links or references to this site (including investment comment and research sent by email) is a communication made by Merrion Stockbrokers Limited, trading as Merrion Private and Merrion Fixed Income, is a member firm of the Irish Stock Exchange and the London Stock Exchange and is regulated by the Central Bank of Ireland.

Merrion Stockbrokers or its subsidiaries or affiliates (collectively “Merrion”) will not treat recipients of the material as its clients by virtue of their receiving the material.

The material is not directed to, or intended for distribution to or use by, any person or entity who is a citizen or resident of or located in any locality, state, country or other jurisdiction where such distribution, publication, availability or use would be contrary to law or regulation or which would subject Merrion to any registration or licensing requirement within such jurisdiction.

Merrion will not be liable for any errors in the material, nor for any actions taken in reliance thereon.

News, market data, and other information discussed includes information that has been obtained from sources generally considered by Merrion to be reliable, but such information is not guaranteed. Merrion makes no representation or warranty as to the accuracy or completeness of the information, and it should not be relied upon as such.

The material does not attempt to describe all the economic, political, competitive and other factors that underlie any estimates, forecasts, or opinions, or potential changes that could affect the assumptions on which these estimates, forecasts and opinions are based. Merrion makes no representation that the information is current. In particular, but without limiting the preceding sentence, statements of fact or opinion regarding securities, investments, financial products, companies, markets, territories or particular circumstances may not be up-to-date or may not represent the current opinion of Merrion.

The material is not to be used or considered as an offer, or a solicitation of an offer, to buy or sell investments.

Nothing in the material constitutes investment advice, nor does any mention of a particular investment constitute a personal recommendation appropriate to the individual circumstances and needs of the individual investor to buy, sell, or hold that or any other security, financial product or investment discussed therein.

In particular, statements regarding particular investments such as “buy”, “reduce” or “hold” constitute Merrion’s opinion regarding the valuation and prospects of certain securities or other investments, and not a specific investment recommendation upon which the recipient should rely.

The material is not a substitute for investment advice which should be obtained from an authorised investment professional, and any investment decisions the recipient makes should be based on an evaluation of that recipient’s financial circumstances, investment objectives, risk tolerance, and liquidity and other needs.

Past performance is not necessarily indicative of future performance. The value of investments may fall as well as rise and the income from them may fluctuate and is not guaranteed. Investors may not recover the amount invested.

Some investments carry a higher degree of risk than others. Investment in certain securities, including shares in smaller companies, in companies in specialist sectors, and in companies from emerging markets can involve greater risk of above average price movements than investment in larger, more established companies. The markets in such securities can suffer from partial or total illiquidity, which can make it difficult or impossible to redeem an investment, and the difference between the bid and offer price will often be greater so that if an investor has to sell them immediately after purchase the proceeds may be much less that the amount paid.

Research is only distributed in the U.S. to major institutional investors as defined by S15a-6 of the Securities Act, 1934 as amended. By accepting this research, a U.S. recipient warrants that it is a major institutional investor as defined and shall not distribute or provide this report or any part thereof, to any other person.

Recipients should assume that Merrion is seeking or will seek investment corporate advisory engagements or other business from companies covered.

Investments in emerging markets carry a greater degree of risk relating to dealing, settlement and custody practices than investment in established markets.

The value of certain investments may increase or decrease as a result of changes in exchange rates between currencies.

The levels and basis of taxation can change.

The material is the property of Merrion and may not be copied, republished, redistributed, transmitted, altered, edited or exploited in any manner for any purpose, without the express written permission of Merrion.





Conflicts of Interest Policy

Merrion recognises that conflicts of interest do exist in our business. Due to this, we take all reasonable steps to identify conflicts of interest and maintain and operate effective controls around such conflicts of interest.

When Merrion gives investment advice or deal in a discretionary capacity, we, or some other person connected with us , may have an interest, relationship or arrangement that is material in relation to the investment, transaction or service concerned. However our employees are required to comply with a policy of independence and disregard any such interest, relationship or arrangement when making recommendations.

When we recommend or enter into a transaction, we could be:

i. dealing as principal for our account by selling the investment concerned to our client or buying it from our client. The firm is authorised to deal in a principal capacity; or

ii. matching a transaction with that of another client by acting on behalf of both parties; or

iii. buying or selling units in a collective investment scheme where we are the investment manager, fund manager, trustee, promoter, administrator (or an advisor to any of these parties) of the scheme; or

iv. involved in a new issue, rights issue, takeover or similar transaction concerning an investment.

v. seeking or have an investment corporate advisory engagement or other business from any issuer.

Key policies relating to management of conflicts of interest

Merrion has put policies in place to control any conflicts of interest that may arise in the production of research and the provision of investment and corporate advice. Our policies have been drawn up with the objective of ensuring that conflicts of interest which might affect our business are identified and effectively managed as far as is practicable.

1. All staff are subject to rules which prohibit them from taking advantage, for the benefit of themselves, clients, or any other person, of any unpublished price-sensitive information.

2. Corporate Finance staff are physically separated from the trading and research area, to enhance the functional separation of Corporate Finance and control the flow of information, in particular in relation to unpublished price-sensitive information. Corporate Finance staff are prohibited from discussing engagements or potential engagements outside of the specific individuals involved.

3. Analysts work in a separate part of the main sales/trading floor. In addition, the Research function has access to an additional ‘Quiet Room’ for use when working with confidential or unpublished price-sensitive information.

4. Trading personnel are independent of the research and the corporate finance function. Traders have no access to research reports prior to dissemination to clients, nor is advance notice given to traders of the intention to release reports.

All decisions to invest in a principal capacity are made independently to Merrion’s fund managers and discretionary fund managers (Portfolio Management).

5. Analysts are free to express their own views in research reports free from pressure and control by subject companies or by staff in any other business area.

6. Issuers, relevant persons other than the Analysts and any other person may review “draft” research reports in limited circumstances, i.e. where no recommendation or target price is contained in the draft report and only for the following purposes;

i. to verify factual accuracy.

ii. for editorial purposes.

7. In making decisions on research coverage, input from various sources, including investment clients as well as representatives of the firm’s sales, trading, and corporate finance departments, may be taken into account.

8. Favourable research coverage, specific investment conclusions, or specific recommendations will not be offered as consideration or inducement for the receipt of any business or compensation from any source.

9. Trading by any member of staff in the shares of active corporate finance clients is forbidden other than in the most exceptional circumstances.

In addition Research analysts have additional restriction in their personal account trading as follows:

i. they cannot deal until clients have had a reasonable period to respond to their research.

ii. they cannot deal in the opposite direction to their current recommendation on a stock except in exceptional circumstances

10. Reporting lines are structured so that analysts are not supervised or controlled by Corporate Finance staff.

11. Corporate Finance staff will not perform, nor have any control over the content of, appraisals of analysts. Such appraisals are carried out by the Head of Institutional Equities who, although he may take into account evaluations by investment clients and by employees in other parts of the firm with which analysts interact, has sole discretion on the content of the appraisals.

12. Corporate Finance staff will not perform, nor have any control over analyst hiring and firing. The CEO makes the final decision on hiring and firing analysts, but may permit Corporate Finance staff to participate in the interview process for new staff and take their views into account.

13. The analyst remuneration process is designed to promote research quality, and to manage pressures that might exert inappropriate influence on an analyst’s research assessments.

14. Analysts may assist in efforts to solicit and retain corporate finance business, participate in pitches to current or prospective clients for corporate finance business, and have communication with companies for the purpose of soliciting corporate finance business. They may assist the firm in screening potential corporate finance clients or potential deals, under appropriately controlled conditions where non-public price-sensitive information is involved.

15. Analysts may attend issuer or Corporate Finance sponsored road-shows relating to an offering or other corporate finance transaction by a corporate finance client of the firm, to remain informed about the issuer or the specifics of the transaction and answer questions from investment clients. They may also participate in other meetings and telephone conversations with Institutional Sales staff and investment clients in relation to such corporate finance transactions to inform investors and Institutional Sales regarding aspects of the transaction about which the analyst is qualified to speak.

16. Analysts may produce pre-transaction research in relation to corporate finance clients under appropriately controlled conditions.

17. Analysts provide services to Sales and Trading staff via internal emails, morning meetings and sales meetings. In providing these services, analysts do not disclose the contents or timing of research ahead of distribution to investment clients.

18. Analysts provide advisory services other than research reports to investment clients.

19. Research will be communicated to recipients, including Merrion in-house Fund Managers, appropriately and fairly. Different service levels and client requirements mean that not all investment clients receive investment research and those who do receive investment research will not necessarily receive all the research produced by the firm. However, in general, analysts may not give preference to selected clients in the same research-recipient category by providing research that other clients in the same category do not simultaneously receive and in such a way that clients given preference might be able to derive an advantage from it.